Here we go, two more character and yet another shock on for me. Lets just do this...

7. Eddie Brock/Venom (339 points - 11 first place slots)

"I always loved the opposite villain, the guy who is the exact opposite of the hero, its just one of the reasons Magneto is number one. The core to Peter is responsibility yes that quote of uncle Ben's "With great power comes responsibility." while Venom he won’t accept responsibility for anything nothing is his fault. It has to be someone else's, like Spider-Man. So he lies to himself and he believes his own lies. That’s why I like this character."

"No villain has come onto the scene and had an impact on both comic and non-comic readers like Venom has. When Spider-Man first wore the black suit, that was cool. But when Venom came onto the scene, we knew we had a star on our hands. Mind you, Marvel kinda raped what was cool about him with Lethal Protector and all that. He will always be number one in my book. My favorite bad guy of all time."

Again, I didn't expect this guy in the Top 10 at all, pretty much the same reason as Doc Ock but again, I guess I was wrong. Are you shocked he is here? Yes? No? Discuss. Or rant. You decide.

Spider-Man came in contact with the alien symbiote on the Beyonder's Battle World during the Secret Wars. When his familiar red and blue costume had became torn and tattered from battle he sought to replicate a new costume. He heard from other heroes of a machine that could replicate clothing. Not knowing exactly where the clothing replicator was Spider-Man mistakenly activated a machine that produced a little black ball, which slithered over his body when he touched it covering him from head to toe in a black costume.

Returning to Earth, Spider-Man did not give much thought to the properties of his new costume, which could imitate any clothing, dimensionally store small items and had seemingly an inexhaustible supply of webbing. He became suspicious of its properties upon learning it was organic in nature. Taking an earlier offer from Reed Richards (Mr. Fantastic) to study the costume, he discovered that it is a symbiotic organism that was attempting to fuse itself to him both physically and mentally. Richards was able to use sonics to sever the bond and trap the symbiote within an environmental containment cell.

The symbiote would escape Richards’ prison and reclaim its host. Disguising itself as the red and blue Spider-Man costume, Peter Parker would not discover it was actually the symbiote until it was too late. He was forced to battle the symbiote while fighting off the Vulturians, a group of convicts that had assumed the technology of the Vulture, wanting to prove their mettle by defeating Spider-Man. After defeating the Vulturians, Spider-Man resolved himself to be free of the symbiote by ringing bell of a local church tower would drive the symbiote away before he would succumb to the ear shattering noise. The symbiote was driven away, but Parker blacked-out and lay dying. The symbiote, which had been bound to Parker long enough to presumably assume his sense of duty and responsibility, would seemingly sacrifice itself to save its host by dragging him down the bell tower's stairs.

Weak and dying, the symbiote would tune into the emotions of Eddie Brock, a reporter who blamed Spider-Man for his failed marriage and career as a journalist. Brock's series of articles written on the confessions of the murdering vigilante known as the Sin-Eater were exposed to be the ramblings of a compulsive confessor, after Spider-Man captured the actual killer, police officer Stan Carter. Adding further misery to his personal and professional failures Brock was dying of cancer and had gone to the church to beg forgiveness from God for contemplating suicide. The symbiote detecting Brock's strong emotions about Spider-Man and bound itself to the new host becoming Venom.

Dying of cancer Eddie Brock decides to auction for charity the alien symbiote from which he derives his powers as Venom.

In a last ditch effort to regain turf and criminal credibility New York mobster Don Fortunato purchases the symbiote to be used by his son Angelo - who never lived up to his father's expectations. Consumed by his anger Angelo became even more powerful than Brock, but ultimately his doubts drove the alien symbiote to abandon its new host leaving him to fall to his death after a short and murderous career as Venom.

Seeking a new host that shared both its hatred of Spider-Man as well as the will and experience of a seasoned criminal the symbiote offered itself to Mac Gargan, then known as the Scorpion, transforming him into the latest Venom.

6. Ultron (352 points - 4 first place slots)

"The adamantium "male" robot...not the Wasp look-alike. The invulnerable robot with the brain patterns of hero and the need to create a "family" while destroying all life on earth. The dangers or technology mixed with the dangers of the human mind."

"Hank Pym's greatest mistake, the one that haunts him to this day. The one the Avengers have to assemble and beat the crap out of every third Wednesday. The one legacy--beyond Scott Lang and Hawkeye being criminals, beyond Wanda's breakdown, beyond Cap or Tony or ANY of them--that lives, and breathes, and plots, and never gives up. If it was more inclined to do so, Ultron might have wiped out the universe a long time ago, but it hasn't, and why not? This is a really good question and I'm not sure anyone at Marvel even has an answer for it. Maybe Ultron's figured that total destruction entails the total destruction of its creator--and maybe that's something it doesn't want to do. Think of it, actually. A robot. An artificial mind that lives and evolves on a scale only Brainiac can boast, and it still has a bit of an Oedipus thing with Hank. It hates him. But it wants to prove itself to him, I think. This makes Ultron probably the most personal and unsettling of Avengers foes."

"Deadly unstoppable robot evil."

"Why? Ultron is a sentient genocidal (xenocidal?) robot. That sentience is what puts him above the Sentinels to me, as he's not just following programming, he's willfully murderous towards all organic life (not selectively so). He has been tremendously destructive on Earth and in space where he allied with the Phalanx and nearly conquered or killed nearly all of the Kree Empire. He also possesses so strong an Oedipus complex that he kidnapped his "mother" Janet Van Dyne and created a bride for himself based on her. Genocidal incest robots are creepy. At least Jocasta seems more into Machine Man than the Vision. "

"I've never cared much for him, but when you single-handedly murder an entire nation, you've earned a spot on this list."

"They would have words with thee, but he wouldn't give a shit. Would he? No."

"Ultron, we would have words with thee!" careful what you wish for, Goldilocks...Ultron don't talk nice. Slayer of an entire country, this long-time Avengers foe and hater of all humankind remains one of the scariest bad guys in the Marvel U; an undying evil of indestructible adamantium, his hatred continues on from generation to generation."

"Becoming a naked metal Wasp copy was cool, but taking control of the phalanx was better."

"A great foe who has evolved over and over into something more and more frightening. His latest team up with the Phalanx was one of his best stories ever, and that's saying a lot."

"Lest we forget the poor, poor country of Slorenia."

"Perpetual reminder to Hank Pym that his heroics will never outweigh his screw ups. Ultron himself is a kick ass villain but what he represents to Hank is what makes him a favorite."

Dr. Henry Pym using technology derived from the android Dragon Man and his own brainwave patterns created a prototype android he named Ultron-1. Ultron evolved in a matter of minutes, developing an Oedipal hatred of its creator. Using a hypnotic Encephalo Ray on Dr. Pym the android made its escape, with Dr. Pym forgetting its existence.
Months later Ultron resurfaced four generations removed as Ultron-5. In a ploy to destroy the Avengers he worked under the disguise of the Crimson Cowl directing a new incarnation of the Masters of Evil.

Failing to destroy the Avengers using human help, Ultron-5 resorted to creating his own android menace. Created with a prototype body of the android Human Torch I, and the brain patterns of the then believed dead Wonder Man, Ultron-5 created a "son" that would eventually be known as the Vision.

Vision eventually turned against him and destroyed his creator, later joining the Avengers. But, Ultron-5 programmed a failsafe into Vision, compelling him to resurrect his creator. Forged from indestructible adamantium, Ultron-6 was activated.

Ultron's next creation was in the form of a mate. The mad android kidnapped Dr. Pym's wife Janet Van Dyne (Wasp) and downloaded her brain patterns into his female creation called Jocasta. Unfortunately for Ultron, Jocasta inherited her "mothers" sense of ethics and turned on Ultron-8 aiding the Avengers.

Ultron would not resurface again until the Secret Wars, and then again as a schism of himself. Ultron-11, and a rational Ultron-12 would do battle, destroying both. Dr. Doom, who incorporated all of the 12 previous personas creating Ultron-13, would later rebuild Ultron.

Ultron-13 created another robotic mate based on the brain patters of the West Coast Avenger, Mockingbird. His new creation, Alkhema would also betray Ultron, more from her desire to rule than any desire to aid humanity.

In his most insidious plan, Ultron-∞ overthrows the nation of Slorenia to use as a staging ground for world destruction. He turns the executed populace into zombie cyborgs, unleashes an unlimited army of Ultrons to stall the Avengers, and kidnaps his "family": Dr. Pym, Scarlet Witch, Vision, Wasp, Wonder Man and the Grim Reaper, to use their brain patterns as the basis of a new race of cyborgs.

The Avengers with the assistance of the villainous Grim Reaper escaped Ultron's shackles and manage to battle the android to a stand still. Only employing the anti-metal, Antarctic Vibranium, Dr. Pym used his enlarging powers as Goliath and repeatedly pummeled Ultron, shattering him to atoms.

Ultron would later resurface using his second creation Jocasta’s sub-programming to manipulate one of Tony Stark's Iron Man armors as a robotic host. His plan appears to have failed, but all evidence indicates that it will be only a matter of time before Ultron once again menaces the world.

Later, Alkhema used the acquired the brain patterns of Pym, Vision, Wonder Man, the Scarlet Witch, Pym's ex-wife the Wasp and Wonder Man's brother the Grim Reaper to transfer them into robotic bodies to attack the Avengers. Unbeknownst to Alkhema, it was influenced by the Ultron Imperative to rebuild Ultron. Failing after the intervention of the Avengers, Ultron took over Tony Stark’s sentient armor, but was seemingly destroyed in an explosion.

Ultron appears in Runaways, being the father/creator of Victor Mancha.

Next Ultron appears in Mighty Avengers having taken a form resembling Janet van Dyne after seemingly killing Tony Stark when it took over his armor.

Ultron was revealed as the mastermind of the Phalanx's takeover of Kree space during 'Annihilation Conquest'

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